Onyx Rejects Amgen’s Unsolicited Acquisition Bid

The Onyx board of directors rejects $120-per-share proposal as significantly undervaluing the company.

Jul 02, 2013

By BioPharm International Editors

The biopharmaceutical company Onyx Pharmaceuticals confirmed on June 30, 2013, that it received and rejected an unsolicited proposal from Amgen to acquire all of Onyx’s outstanding shares and share equivalents for $120 per share in cash or approximately $10 billion, subject to due diligence and other conditions. Onyx said the bid by Amgen had undervalued the company and therefore, it rejected the offer.

"Onyx has tremendous momentum and, with the expansion of our pipeline and two successful product launches, the company and our talented employees have created significant value for Onyx shareholders,” said Onxy Chairman and CEO N. Anthony Coles, in a company statement. "The board and the management team remain focused on the opportunities in front of us, including the potential to expand the use of our existing therapies in different types of cancer and across different lines of therapy as a result of several ongoing Phase III studies. We are actively exploring the potential to combine Onyx with another company as an option to create additional value for Onyx shareholders.” The Onyx board has authorized its financial advisor to contact potential acquirers who may have an interest in the company.

Onyx has two commercial products. Its lead product is Nexavar (sorafenib), an oral multiple kinase inhibitor for treating liver and kidney cancers. Onyx is partnered with Bayer for the development and marketing of Nexavar under collaboration and copromotion agreements. According to these agreements, Onyx and Bayer each fund 50% of the development costs for Nexavar worldwide, excluding Japan, where Bayer funds all product development. Onyx and Bayer copromote Nexavar in the US and share equally in any profits or losses. Outside of the US, Bayer has exclusive marketing rights, and Onyx and Bayer share profits 50/50 globally, excluding Japan, where Bayer paid Onyx a one-time payment of $160 million in 2011 as part of its expanded collaboration agreement. Revenue from the Nexavar collaboration agreement with Bayer for the first quarter of 2013 was $70.3 million, representing almost half of Onyx’s $145.5 million revenues in the first-quarter of 2013. Its other main product is Kyprolis (carfilzomib) for injection, a proteasome inhibitor for treating multiple myeloma. First-quarter 2013 sales of Kyprolis were $64.0 million.

Onyx also received royalty revenue of $9.2 million for Stivarga (regorafenib), a drug developed by Bayer and promoted by Bayer and Onyx in the United States.